SECOND AMENDMENT TO EXCHANGE AGREEMENT SECOND AMENDMENT TO
EXCHANGE AGREEMENT
THIS SECOND AMENDMENT TO EXCHANGE AGREEMENT(this"Amendment")is made
and entered into by and between PINELLAS SUNCOAST TRANSIT AUTHORITY, a Florida
independent special district ("PSTA"), and THE CITY OF CLEARWATER, FLORIDA, a
municipal corporation ("City").
WITNESSETH:
WHEREAS, PSTA and City entered into that certain Exchange Agreement, dated as of
October 6, 2022, as modified by that certain First Amendment to Exchange Agreement dated January
25, 2023 (the "Agreement");
WHEREAS, PSTA has received an environmental report on the City Parcel, and the
environmental report has identified additional actions and investigations that must be completed by
PSTA; and
WHEREAS, City has received an environmental report on the PSTA Parcel, and the
environmental report has identified additional actions and investigations that must be completed by
City;
WHEREAS,the Closing Date was originally scheduled for April 30,2023, however, due to
the aforementioned environmental concerns, neither City nor PSTA were prepared to close on the
Closing Date; and
WHEREAS, Seller and Purchaser desire to modify the Agreement to extend the Closing
Date to October 31, 2023 to provide additional time for Seller and Purchaser to complete their
respective investigations and take any necessary actions related to environmental concerns on the
City Parcel and the PSTA Parcel.
NOW, THEREFORE, in consideration of the mutual covenants herein contained and other
good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged,
PSTA and City do hereby amend the Agreement as follows:
1. Ratification. Except as expressly modified by this Amendment: (i) all other terms and
provisions of the Agreement are hereby ratified and affirmed; and(ii)the Agreement remains
in full force and effect.
2. Capitalized Terms. Unless expressly stated otherwise, capitalized terms used in this
Amendment shall have the same meanings ascribed to such terms in the Agreement.
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3. Extension of Closing Date. The Closing Date, as defined in the Agreement, is hereby
modified to October 31, 2023,provided, however,PSTA and City may close on a mutually
agreeable date prior to October 31, 2023.
4. Counterparts. This Amendment may be executed in two or more counterparts, each of which
shall be deemed an original,but all of which taken together shall constitute one and the same
instrument.
[Remainder of Page Intentionally Left Blank]
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IN WITNESS WHEREOF, City and PSTA have each caused this Amendment to be
executed by their duly authorized representatives, and agree to be bound hereby, effective the
day of June 30 2023.
ATTEST: PINELLAS SUNCOAST TRANSIT
AUTHORITY, a Florida independent special
district
Print NameRachaef 6appolla By:
Name: Brad Miller, Chi f Executive Officer
APPROVED AS ORM: _. 6/29/23
;f Date:
Alan S. Zim et
General Couisel
Countersigned: CITY OF CLEARWATER,FLORIDA
By:
Brian J. Aungst, Sr. Jennifer Poirrier
Mayor City Manager
Approved as to form: Attest:
David Margolis Rosemarie Call
City Attorney City Clerk
Date:
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IN WITNESS WHEREOF, City and PSTA have each caused this Amendment to be
executed by their duly authorized representatives, and agree to be bound hereby,effective the
day of , 2023.
ATTEST: PINELLAS SUNCOAST TRANSIT
AUTHORITY, a Florida independent special
district
Print Name: By:
Name: Brad Miller Chief Executive Officer
APPROVED AS TO FORM:
Date:
Alan S. Zimmet
General Counsel
Co rsign CITY OF CLEARWATER, FLORIDA
r
By:
Brian J. Aungst, Sr. Jenni o ries
Mayor City Manager
Ap ved as to form: Attest:
i�� I" t UJEMM 0
David Margolis Rosemarie Call
City Attorney City Clerk rE ►
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